UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
(Check
One): |
[_]
Form 10-K |
[_]
Form 20-F |
[_]
Form 11-K |
[X]
Form 10-Q |
[_]
Form N-SAR |
[_]
Form N-CSR |
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For Period Ended January 31, 2005 |
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[_] Transition Report on Form 10-K |
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[_] Transition Report on Form 20-F |
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[_] Transition Report on Form 11-K |
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[_] Transition Report on Form 10-Q |
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[_] Transition Report on Form N-SAR |
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For the Transition Period Ended:____________ |
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Read
Attached Instruction Sheet Before Preparing Form. Please Print or
Type.
Nothing
in this form shall be construed to imply that the Commission has verified any
information contained herein.
If the
notification relates to a portion of the filing checked above, identify the
Item(s) to which the notification relates:
N/A
PART
I - REGISTRANT INFORMATION
Navistar
International Corporation
Full Name
of Registrant
N/A
Former
Name if Applicable
4201
Winfield Road
Address
of Principal Executive Office (Street and Number)
Warrenville,
IL 60555
City,
State and Zip Code
PART
II - RULES 12b-25(b) AND (c)
If the
subject report could not be filed without unreasonable effort or expense and the
registrant seeks relief pursuant to Rule 12b-25(b), the following should be
completed. (Check box if appropriate)
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(a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable effort or
expense; |
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(b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or
portion thereof, will be filed on or before the fifteenth calendar day
following the prescribed due date; or the subject quarterly report or
transition report on Form 10-Q, or portion thereof, will be filed on or
before the fifth calendar day following the prescribed due date; and
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(c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if
applicable. |
PART
III - NARRATIVE
State
below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or
the transition report or portion thereof, could not be filed within the
prescribed time period.
As
previously announced in its Form 8-K filed on March 14, 2005, Navistar
International Corporation (the company) is unable to timely file a quarterly
report on Form 10-Q for the period ended January 31, 2005 due to the delay in
filing it’s Form 10-K for the period ended October 31, 2004. The company did not
file its aforementioned Form 10-K until February 15, 2005 due to the restatement
of its consolidated financial statements for the first three quarters of fiscal
2004 and the fiscal years ended October 31, 2003 and 2002. The company is
working diligently to analyze and accurately report it’s financial results for
the quarter ended January 31,2005 and plans to file its quarterly report on Form
10-Q as soon as practical.
PART
IV -- OTHER INFORMATION
(1) Name
and telephone number of person to contact in regard to this
notification
Mark T. Schwetschenau |
(630) |
753-3106 |
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(Name) |
(Area Code) |
(Telephone Number) |
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(2) Have
all other periodic reports required under 13 or 15(d) of the Securities Exchange
Act of 1934 or section 30 of the Investment Company Act of 1940 during the
preceding 12 months or for such shorter period that the registrant was required
to file such report(s) been filed? If the answer is no, identify report(s). [X]
Yes [_] No
________________________________________________________________________
(3) Is it
anticipated that any significant change in results of operations from the
corresponding period for the last fiscal year will be reflected by the earnings
statements to be included in the subject report or portion thereof? [_] Yes [X]
No
________________________________________________________________________
If so,
attach an explanation of the anticipated change, both narratively, and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
This
Notification of Late Filing on Form 12b-25 contains forward-looking statements
within the meaning of Section 27A of the Securities Act, Section 21E of the
Exchange Act, and the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include information relating to the possible
restatement of the company’s historical financial statements. These
forward-looking statements often include words such as “believe,” “expect,”
“anticipate,” “intend,” “plan,” “estimate” or similar expressions. These
statements are not guarantees of performance or results and they involve risks,
uncertainties and assumption, including the risk of possible changes in the
scope and nature of the ongoing analysis or the time period in which such
analysis may be complete. Although we believe that these forward-looking
statements are based on reasonable assumptions, there are many factors that
could affect our actual financial results or results of operations and could
cause actual results to differ materially from those in the forward-looking
statements. For a further description of these factors, see Exhibit 99.1 to our
Form 10-K for the fiscal year ended October 31, 2004.
Navistar
International Corporation
(Name of
Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned thereunto
duly authorized.
Date: March 24, 2005 |
By: /s/ Mark T. Schwetschenau |
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Mark T. Schwetschenau
Senior Vice President and Controller
(Principal Accounting
Officer) |
INSTRUCTION:
The form may be signed by an executive officer of the registrant or by any other
duly authorized representative. The name and title of the person signing the
form shall be typed or printed beneath the signature. If the statement is signed
on behalf of the registrant by an authorized representative (other than an
executive officer), evidence of the representative's authority to sign on behalf
of the registrant shall be filed with the form.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See
18 U.S.C. 1001).